j. Provisions (other than for employee benefits)
A disclosure for a contingent liability is made when there is a possible
obligation or a present obligation that may, but probably will not,
require an outflow of resources. When there is a possible obligation
or a present obligation in respect of which the likelihood of outflow of
resources is remote, no provision or disclosure is made.
A provision is recognised if, as a result of a past event, the Company
has a present legal or constructive obligation that can be estimated
reliably, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by
discounting the expected future cash flows (representing the best
estimate of the expenditure required to settle the present obligation
at the balance sheet date) at a pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to the
liability. The unwinding of the discount is recognised as finance cost.
Expected future operating losses are not provided for.
Onerous contracts
A contract is considered to be onerous when the expected economic
benefits to be derived by the Company from the contract are lower
than the unavoidable cost of meeting its obligations under the
contract. The provision for an onerous contract is measured at the
present value of the lower of the expected cost of terminating the
contract and the expected net cost of continuing with the contract.
Before such a provision is made, the Company recognises any
impairment loss on the assets associated with that contract.
k. Revenue from contracts with customers
i. Sale of goods
Revenue is recognised when a promise in a customer contract
(performance obligation) has been satisfied by transferring
control over the promised goods to the customer. Control over
a promised goods refers to the ability to direct the use of, and
obtain substantially all of the remaining benefits from, those
goods. Control is usually transferred upon shipment, delivery
to, upon receipt of goods by the customer, in accordance with
the delivery and acceptance terms agreed with the customers.
However, in certain cases, revenue is recognized on sale of
products where shipment is on hold at specific request of the
customer provided performance obligation conditions has been
satisfied and control is transferred, with customer taking title of
the goods. The amount of revenue to be recognised (transaction
price) is based on the consideration expected to be received
in exchange for goods, excluding amounts collected on behalf
of third parties such as goods and services tax or other taxes
directly linked to sales. If a contract contains more than one
performance obligation, the transaction price is allocated to
each performance obligation based on their relative stand-alone
selling prices. Revenue from product sales are recorded net of
allowances for estimated rebates, cash discounts and estimates
of product returns, all of which are established at the time of sale.
For contracts with distributors, no sales are recognised when
goods are physically transferred to the distributor under a
consignment arrangement, or if the distributor acts as an agent.
In such cases, sales are recognised when control over the goods
transfers to the end-customer, and distributor's commissions are
presented within marketing and distribution.
The consideration received by the Company in exchange for
its goods may be fixed or variable. Variable consideration is
only recognised when it is considered highly probable that a
significant revenue reversal will not occur once the underlying
uncertainty related to variable consideration is subsequently
resolved. Invoices are usually payable within 60-120 days.
ii. Milestone payments and out licensing arrangements
The Company enters into certain dossier sales, licensing and
supply arrangements that, in certain instances, include certain
performance obligations. Based on an evaluation of whether
or not these obligations are inconsequential or perfunctory, the
Company recognise or defer the upfront payments received
under these arrangements.
Income from out-licensing agreements typically arises from the
receipt ofupfront, milestone and other similar payments from third
parties for granting a license to product- or technology- related
intellectual property (IP). These agreements may be entered
into with no further obligation or may include commitments to
regulatory approval, co-marketing or manufacturing. These may
be settled by a combination of upfront payments, milestone
payments and other fees. These arrangements typically also
consist of subsequent payments dependent on achieving
certain milestones in accordance with the terms prescribed in
the agreement. Milestone payments which are contingent on
achieving certain clinical milestones are recognised as revenues
either on achievement of such milestones, if the milestones
are considered substantive, or over the period of continuing
performance obligations, if the milestones are not considered
substantive. Whether to consider these commitments as a single
performance obligation or separate ones, or even being in scope
of Ind-AS 115'Revenues from Contracts with Customers, is not
straightforward and requires some judgement. Depending on
the conclusion, this may result in all revenue being calculated
at inception and either being recognised at point in time or
spread over the term of a longer performance obligation.
Where performance obligations may not be distinct, this will
bundled with the subsequent product supply obligations. The
new standard provides an exemption for sales-based royalties
for licenses of intellectual property which will continue to be
recognised as revenue as underlying sales are incurred.
The Company recognises a deferred income (contract liability)
if consideration has been received (or has become receivable)
before the company transfers the promised goods or services
to the customer. Deferred income mainly relates to remaining
performance obligations in (partially) unsatisfied long-term
contracts or are related to amounts the Company expects to
receive for goods and services that have not yet been transferred
to customers under existing, non-cancellable or otherwise
enforceable contracts.
Contract assets are recognised when there is excess of revenue
earned over billings on contracts. Contract assets are classified as
unbilled receivables (only act of invoicing is pending) when there
is unconditional right to receive cash, and only passage of time is
required, as per contractual terms.
iii. Royalty income and profit share
The Royalty income and profit share earned through a License or
collaboration partners is recognised as the underlying sales are
recorded by the Licensee or collaboration partners.
iv. Sales Return Allowances
The Company accounts for sales return by recording an
allowance for sales return concurrent with the recognition of
revenue at the time of a product sale. The allowance is based on
Company's estimate of expected sales returns. The estimate of
sales return is determined primarily by the Company's historical
experience in the markets in which the Company operates.
v. Dividends
Dividend is recognised when the Company's right to receive the
payment is established, which is generally when shareholders
approve the dividend.
vi. Rental income
Rental income from investment property is recognised in
statement of profit and loss on a straight-line basis over the term
of the lease except where the rentals are structured to increase in
line with expected general inflation. Lease incentives granted are
recognised as an integral part of the total rental income, over the
term of the lease.
vii. Contribution received from customers/co-development
partners towards plant and equipment
Contributions received from customers/co-development
partners towards items of property, plant and equipment
which require an obligation to supply goods to the customer in
the future, are recognised as a credit to deferred revenue. The
contribution received is recognised as revenue from operations
over the useful life of the assets. The Company capitalises the
gross cost of these assets as the Company controls these assets.
viii. Interest income and expense
Interest income or expense is recognised using the effective
interest method.
l. Government grants
The Company recognises government grants only when there is
reasonable assurance that the conditions attached to them will be
complied with, and the grants will be received. Government grants
received in relation to assets are recognised as deferred income and
amortised over the useful life of such asset. Government grants, which
are revenue in nature are either recognised as income or deducted
in reporting the related expense based on the terms of the grant, as
applicable.
m. Income taxes
Income tax comprises of current and deferred income tax. Income tax
expense is recognised in statement of profit and loss except to the
extent that it relates to an item recognised directly in equity in which
case it is recognised in other comprehensive income. Current income
tax for current year and prior periods is recognised at the amount
expected to be paid or recovered from the tax authorities, using the
tax rates and laws that have been enacted or substantively enacted
by the balance sheet date. The amount of current tax reflects the best
estimate of the tax amount expected to be paid or received after
considering the uncertainty, if any, related to income taxes.
Current tax assets and liabilities are offset only if there is a legally
enforceable right to set off the recognised amounts, and it is
intended to realise the asset and settle the liability on a net basis or
simultaneously.
Deferred income tax assets and liabilities are recognised for all
temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the standalone financial
statements except when:
— temporary differences arising on the initial recognition of assets
or liabilities in a transaction that is not a business combination
and that affects neither accounting nor taxable profit or loss at
the time of transaction; and
— temporary differences related to investments in subsidiaries,
associates and joint arrangements to the extent that the
Company is able to control the timing of the reversal of the
temporary differences and it is probable that they will not reverse
in the foreseeable future.
Deferred tax assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable that the related tax
benefit will be realised.
Deferred tax assets (DTA) in accordance with the tax laws in India, which
is likely to give future economic benefits in the form of availability of
set off against future income tax liability.
Deferred income tax assets and liabilities are measured using the tax
rates and laws that have been enacted or substantively enacted by
the balance sheet date and are expected to apply to taxable income
in the years in which those temporary differences are expected to be
recovered or settled. The effect of changes in tax rates on deferred
income tax assets and liabilities is recognised as income or expense
in the period that includes the enactment or substantive enactment
date. A deferred income tax assets is recognised to the extent it is
probable that future taxable income will be available against which
the deductible temporary timing differences and tax losses can be
utilised. The Company offsets income-tax assets and liabilities, where it
has a legally enforceable right to set off the recognised amounts and
where it intends either to settle on a net basis, or to realise the asset
and settle the liability simultaneously.
n. Borrowing cost
Borrowing costs are interest and other costs (including exchange
differences relating to foreign currency borrowings to the extent
that they are regarded as an adjustment to interest costs) incurred
in connection with the borrowing of funds. Borrowing costs directly
attributable to acquisition or construction of an asset which necessarily
take a substantial period of time to get ready for their intended use are
capitalised as part of the cost of that asset. Other borrowing costs are
recognised as an expense in the period in which they are incurred.
o. Earnings per share
Basic earnings per share is computed using the weighted average
number of equity shares outstanding during the period adjusted for
treasury shares held. Diluted earnings per share is computed using the
weighted-average number of equity and dilutive equivalent shares
outstanding during the period, using the treasury stock method for
options and warrants, except where the results would be anti-dilutive.
p. Leases
(i) The Company as lessee:
The Company assesses whether a contract contains a lease, at
the inception of contract. A contract is, or contains, a lease if the
contract conveys the right to control the use of an identified
asset for a period of time in exchange for consideration. To
assesses whether a contract conveys the right to control use of
an identified asset, the Company assesses whether:
• The contract involves use of an identified asset;
• The Company has substantially all the economic benefits
from the use of the asset through the period of lease; and
• The Company has the right to direct the use of an asset.
At the date of commencement of lease, the Company recognises
a Right-of-use asset ("ROU") and a corresponding liability for
all lease arrangements in which it is a lessee, except for leases
with the term of twelve months or less (short term leases)
and low value leases. For short term and low value leases, the
Company recognises the lease payment as an operating expense
on straight line basis over the term of lease. Certain lease
agreements include an option to extend or terminate the lease
before the end of lease term. ROU assets and the lease liabilities
includes these options when it is reasonably certain that they will
be exercised.
Right-of-use assets are depreciated from the commencement
date on a straight-line basis over the shorter of the lease term
and useful life of the underlying asset. Right-of-use assets are
evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not
be recoverable. For the purpose of impairment testing, the
recoverable amount (i.e., higher of fair value less cost to sell
and the value-in-use) is determined on individual asset basis
unless the asset does not generate cash flows that are largely
independent of those from other assets. In such cases, the
recoverable amount is determined for the Cash Generating Unit
(CGU) to which the asset belongs.
The lease liability is initially measured at amortised cost at the
present value of the future lease payments. The lease payments
are discounted using the interest rate explicit in the lease or, if
not readily determinable, using the incremental borrowing
rates in the country of domicile of these leases. Lease liabilities
are remeasured with a corresponding adjustment to the related
right-of- use assets if the Company changes its assessment if
whether it will exercise an extension or a termination of option.
Lease liability and ROU asset have been separately presented in
the Balance Sheet and the lease payments have been classified
as financing cash flows.
(ii) The Company as a Lessor:
Leases for which the Company is a lessor is classified as a finance
or operating lease. Whenever the terms of the lease transfer
substantially all the risk and rewards of ownership to the lessee,
the contract is classified as finance lease. All other leases are
classified as operating lease.
q. Operating cycle
The Company classifies an asset as current asset when:
Ý it expects to realise the asset, or intends to sell or consume it, in
its normal operating cycle;
Ý it holds the asset primarily for the purpose of trading;
Ý it expects to realise the asset within twelve months after the
reporting period; or
Ý the asset is cash or a cash equivalent unless the asset is restricted
from being exchanged or used to settle a liability for at least
twelve months after the reporting period.
All other assets are classified as non-current.
A liability is classified as current when -
Ý it expects to settle the liability, or consume it, in its normal
operating cycle;
Ý it holds the liability primarily for the purpose of trading;
Ý the liability is due to be settled within twelve months after the
reporting period; or
Ý it does not have the right at the end of the reporting period to
defer settlement of the liability for at least twelve months after
the reporting period.
All other liabilities are classified as non-current.
The operating cycle is the time between the acquisition of assets
for processing and their realisation in cash or cash equivalents. The
Company normal operating cycle is twelve months.
r. Recovery of cost from co-development partners
The Company enters into joint development arrangements with
collaboration partners for development of biosimilars, wherein parties
agree to share development costs. The expenditure incurred by the
Company towards research and development activities are recognized
in accordance with applicable Ind AS. The portion of costs recoverable
from co-development partners are recognized as a reimbursement of
expenses since the Company is acting as a principal incurring costs on
behalf of both parties under cost-sharing arrangement.
s. Exceptional items
Exceptional items refer to items of income or expense, including tax
items, within the statement of profit and loss which are non-recurring
and are of such size, nature or incidence that their separate disclosure
is considered necessary to explain the performance of the Company.
t. Recent pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or
amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to time. In May 2025,
MCA notified amendments to Ind AS 21 - The Effects of Changes in
Foreign Exchange Rates, applicable w.e.f. April 1, 2025. The Company
has reviewed the amendment and based on its evaluation has
determined that it does not have any significant impact in its financial
statements.
In August 2025, MCA notified the following amendments to:
1. Ind AS 1, Presentation of Financial Statements, applicable
w.e.f. April 1, 2025 - The amendment relates to classification of
liabilities as current or non -current and non-current liabilities
with covenants. In the context of classifying a liability as current,
it removes the requirement of existence of a right to defer
settlement for at least 12 months after the reporting date, and
instead requires that the said right should exist on the reporting
date and have substance. The amendment also introduces
guidance on classification of liabilities with covenants. Further,
the amendment also clarifies the classification of liability that
could, at the option of counterparty, result in its settlement by
transfer of the entity's own equity instruments. The Company has
reassessed the classification of borrowings based on aforesaid
amendments and accordingly, certain borrowings, earlier
classified as non-current financial liabilities have been reclassified
to current financial liabilities. This reclassification has been made
retrospectively in accordance with Ind AS 8 - Accounting
policies, changes in accounting estimates and errors, and the
comparative financial statements as at March 31,2025 has been
reclassified accordingly. Refer Note 13.
2. Ind AS 7, Statement of Cash Flows and Ind AS 107, Financial
Instruments - Disclosures, applicable w.e.f April 1, 2025 - The
amendment in Ind AS 7 requires to inform users of financial
statements of the existence of supplier finance arrangements
and explain the nature of the arrangements, the carrying amount
of liabilities and the range of payment due dates. Ind AS 107 has
been amended to add supplier finance arrangements as a factor
that may cause concentration of liquidity risk. The Company
has reviewed the amendment and based on its evaluation has
determined that it does not have any significant impact in its
financial statements.
3. Ind AS 12, International Tax Reform - Pillar Two Model Rules
applicable immediately - The amendments provide a temporary
mandatory relief from deferred tax accounting for top-up
tax and disclose that they have applied the relief. This relief is
immediate and applies retrospectively. The amendments also
require companies to provide new disclosures to compensate
for potential loss of information resulting from the relief. Such
disclosures are to be provided for annual reporting periods
beginning on or after April 1,2025. The company has determined
that it does not have any significant impact in its financial
statements.
u. A mendment issued but not effective (effective from
April 01, 2026):
The Ministry of Corporate Affairs (MCA) through notification dated
August 13, 2025, notified amendment to Ind AS 1, Presentation of
Financial statements. This amendment removes the carve-outs in Ind
AS 1 from IAS 1 when there is a breach of a material covenant that
transforms the liability from non current to current. The company will
evaluate the requirements and apply these amendments from the
effective date. However, presently the Company does not see any
material impact on the financial statements.
(a) Terms of conversion: 1 compulsory convertible preference share of face value Rs. 100/- each will convert to 1 equity share of face value Rs. 100/- at end
of the tenure of 20 years from allotment.
(b) The company designated these investments as equity instruments at FVOCI because these investments that the company intends to hold for the
long term for strategic purpose. No strategic investments were disposed of during the year ended March 31,2026 and there were no transfers of any
cumulative gains or loss within equity relating to these investments.
(c) During the year ended March 31,2026, the company has acquired OCD's issued by BBL which were held by Goldman Sachs India AIF Scheme - 1 and
Goldman Sachs India Alternative Investment Trust AIF Scheme - 2 at its original terms which had a tenor of 61 months, maturing on January 2026 which
is unsecured, redeemable at par and carry a conversion option at any time during the tenor at the option of the investor. OCD bears a coupon rate of
5% per annum payable on compounded and cumulative basis only on redemption. This was extended by the company till August 2026.
On November 3, 2025 the Company has issued a commitment letter effective July 1,2025 for exercising its right to convert OCDs as per the Subscription
Agreement on maturity. Subsequent to the year end, the Company has exercised the right to converison and the OCDs are converted into equity shares
on 07 May 2026.
(d) On November 1 1, 2025, the Company entered into a Debenture Purchase Agreement (DPA) with ESOF III Investment Fund and Edelweiss Alternative
Asset Advisors Limited Limited (together referred to as "Edelweiss") for the acquisition of 10,686,044 unlisted, secured, Compulsorily Convertible
Debentures (CCDs) of BBL, aggregating to Rs. 4,735. The CCDs carry a right of conversion into equity shares of Biocon Biologics Limited at a conversion
ratio of 1:1.
Post purchase of CCDs, the company has issued a commitment letter effective from 05 January 2026 for exercising its rights to convert the CCD's into
equity shares. Subsequent to the year, the company has exercised its right to conversion and the CCDs are converted into equity shares on 07 May 2026.
# Refer note 15 for investment pledged as security.
* Amounts are not presented since the amounts are rounded off to Rupees million.
** Shares are allocated on 1 April, 2026 for Ampin C&I Power Twelve Private Limited.
(a) During the year ended March 31,2026, the Company completed two tranches of Qualified Institutional Placement ('QIP') :
June 2025 Placement : The Company allotted 136,363,635 equity shares of face value Rs. 5 each to eligible Qualified Institutional Buyers ('QIB) at an issue
price of Rs. 330 per equity share for an aggregate amount of Rs. 45,000 to meet certain financial commitments and/or debt obligations of the Company
and its subsidiary, Biocon Biologics Limited ('BBL) and/or for other purposes as mentioned in the Placement Document ('PD').
January 2026 Placement : The Company allotted 112,664,585 equity shares of face value Rs. 5 each to eligible Qualified Institutional Buyers ('QIB') at an
issue price of Rs. 368.35 per equity share for an aggregate amount of Rs. 41,500 to acquire BBL equity shares from Mylan Inc, acquisition of compulsory
convertible debentures ('CCD') of BBL from ESOF III Investment Fund and Edelweiss Alternative Asset Advisors Limited and for other purposes as
mentioned in the Placement Document ('PD').
(b) During the year ended March 31,2026, the Company entered into Share Swap and Share Purchase Agreement ('SSPA') with Mylan Inc. for purchase of
292,726,366 equity shares in BBL for consideration of Rs. 73,560. Pursuant to above, the Company allotted 91,967,019 equity shares of face value Rs. 5
each to Mylan Inc. on preferential basis for consideration other than cash at an issue price of Rs. 405.78 per equity share and paid cash consideration of
Rs. 36,242.
Further during the year ended March 31,2026, the Company acquired 112,860,496 equity shares of BBL from Serum Institute Life Sciences Private Limited,
Tata Capital Growth Fund II and Activ Pine LLP and allotted 79,312,534 equity shares of face value Rs. 5 each on preferential basis for consideration other
than cash at an issue price of Rs. 405.78 per equity share.
(ii) Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs. 5 per share. Each holder of equity shares is entitled to one vote per share. The
Company declares and pays dividends in Indian Rupees.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of
all preferential amounts, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.
The Board of Directors of the Company, at their meeting held on May 08, 2025, had proposed a final dividend of Rs. 0.5 per equity share of face value of Rs.
5/- each. The same was approved by the shareholders in the Annual General Meeting of the Company and has been distributed to the shareholders of the
Company during the year ended March 31,2026.
Nature and purpose of reserve:
Securities premium
Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the provisions of the Companies Act, 2013.
General reserve
General reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.
Other component of equity
Other component of equity represents the fair value of equity-settled Employee Stock Option Plans (ESOPs) of a subsidiary granted by the subsidiary to its
employees which have been settled by the Trust of the Company and recognized as a capital contribution.
Retained earnings
The amount that can be distributed by the Company as dividends to its equity shareholders.
Revalution reserve
The amount that arises by revaluing the assets of the company.
Share based payment reserve
The Company has established equity settled share based payment plans for certain categories of employees of the Company and its subsidiaries / joint
venture company. Refer note 30 for further details on these plans.
Treasury shares
Own equity instruments that are reacquired [treasury shares] are recognised at cost and disclosed as deducted from equity.
Cash flow hedging reserves
The cash flow hedging reserve represents the cumulative effective portion of gains or losses (net of taxes, if any) arising on changes in fair value of designated
portion of hedging instruments entered into for cash flow hedges.
(a) The Company has external commercial borrowing (ECB) from Bank repayable in 3 yearly instalments commencing from June 2025 and carry interest
@ SOFR 1.75% per annum. The loan is secured by exclusive charge on the property, plant and equipment created out of the term loan facility. The
Company has entered into interest rate swap converting the floating rate to fixed rate of interest. Carrying value of the loan as at March 31,2026
amounts to Rs. 1,753 (March 31,2025: 2,136).
(b) During the year ended March 31,2023, the Company had issued 107,000 unlisted, secured, rated, redeemable, Non Convertible Debentures ('NCD') in
3 series each having a face value of Rs. 1,00,000 with a minimum return of 12% per annum plus agreed variable coupon payable upon redemption to
Kotak Special Situations Fund. The variable coupon was linked to the equity share price of a subsidiary. Tenure of the NCD was 5 years from the date of
allotment or earlier based on put option terms requiring the company to provide exit to the lender if exit terms do not occur by the specified date in
the agreement. The agreement had drag along rights allowing the lender to seek redemption of NCDs if the put option as described in note 34 (ii) is
exercised. The NCD were secured by way of pledge over 38,113,557 equity shares of a subsidiary held by the Company. The NCD proceeds were utilised
for repayment of mezzanine borrowing which was raised for investing in the subsidiary. During the year ended March 31,2026, the Company the has
made early and full redemption of above NCD for an aggregare value of Rs. 15,394 pursuant to a settlement agreement entered.
During the year ended March 31 2024, the Company has issued 50,000 redeemable Non-Convertible Debentures (NCD) having a face value of Rs.
1,00,000 with a minimum return of 12% per annum plus agreed variable coupon payable upon redemption. The variable coupon was linked to the
equity share price of a subsidiary. Tenure of the NCD is 4 years from the date of allotment or earlier based on put option terms requiring the company
to provide exit to the lender if exit terms do not occur by the specified date in the agreement. The agreement has drag along rights allowing the lender
to seek redemption of NCDs if the put option as described in note 34 (ii) is exercised. The NCD were secured by way of pledge over 17,810,073 equity
shares of a subsidiary held by the Company. The NCD proceeds were utilised for repayment of mezzanine borrowing which was raised for investing in
the subsidiary. During the year ended March 31,2026, the Company has made early and full redemption of above NCD for an aggregate value of Rs.
6,795 pursuant to a settlement agreement entered.
(c) The company has availed working capital loan during the year at the interest rate ranging from 6.45% to 8.35% p.a. The closing balance of working
capital loan outstanding as on March 31,2026 is Rs. 9,750 (March 31,2025 : Nil)
(d) The Company's exposure to liquidity, interest rate and currency risks are disclosed in note 36.
(e) The Company is required to comply with certain financial covenants under the terms of its borrowing facilities, measured based on the following ratios:
a) Net Debt /EBITDA ratio,
b) Cash flow Covert, and
On September 27, 2001, Biocon's Board of Directors approved the Biocon Employee Stock Option Plan ('ESOP Plan 2000') for the grant of stock options to
the employees of the Company and its subsidiaries / joint venture company. The Nomination and Remuneration Committee ('Remuneration Committee')
administers the plan through a trust established specifically for this purpose, called the Biocon India Limited Employee Welfare Trust (ESOP Trust).
The ESOP Trust shall make additional purchase of equity shares of the Company using the proceeds from the loan obtained from the Company, other
cash inflows from allotment of shares to employees under the ESOP Plan and shall subscribe, when allotted to such number of shares as is necessary for
transferring to the employees. The ESOP Trust may also receive shares from the promoters for the purpose of issuance to the employees under the ESOP
Plan. The Remuneration Committee shall determine the exercise price which will not be less than the face value of the shares.
Grant IX
In June 2016, the Company approved the grant to its employees under the existing ESOP Plan 2000. The options under this grant would vest to the
employees as 10%, 20%, 30% and 40% of the total grant at the end of first, second, third and fourth year from the date of grant, respectively, with an
exercise period ending one year from the end of last vesting. The vesting conditions include service terms and performance grade of the employees.
These options are exercisable at 50% of the closing price as per National Stock Exchange as on the preceding day to the date of grant.
(b) RSU Plan 2019
On January 7, 2019, Biocon's Nomination and Remuneration Committee ('NRC') and the Board of Directors approved the Biocon Biologics Restricted
Stock Units (RSUs) Plan 2019 ('RSU Plan 2019') for grant of RSUs to employees of the Group. The NRC administers the plan though a trust called, Biocon
Limited Employees Welfare Trust. For this purpose on January 8, 2020, the Company transferred 2,161,904 equity shares of Biocon Biologics India Limited
to Biocon Limited Employee Welfare Trust. Biocon Biologics Limited (BBL) had, in September 2020, declared a bonus issue in the ratio of 4:1 i.e. 4 (Four)
New Equity Shares for every 1 (One) existing Equity Share held by BBL shareholders, following which the number of BBL shares held by the Biocon
Limited Employee Welfare Trust increased to 1,08,09,520.
During the year ended March 31,2026, the NRC approved amendment to the RSU Plan 2019 to revise the vesting criteria and schedule as 100% vesting
to occur on monetizing event date i.e. February 15, 2026 (other than for a participant retiring prior to monetizing event date).
(c) RSU Plan 2020
On May 14, 2020, Biocon's Nomination and Remuneration Committee ('NRC') and the Board of Directors approved the Biocon Restricted Stock Units
(RSUs) Long Term Incentive Plan FY2020-24 ("RSU Plan 2020") for grant of RSUs to present and/or future employees of the Company and its present and
future subsidiary companies. The plan is implemented though a trust called, Biocon India Limited Employee Welfare Trust wherein the Company will
issue shares to the trust by way of fresh allotment over a period of time.
The RSUs granted under this Plan shall vest over a period of time (service condition) and based upon the performance of the employee. The period of
vesting shall be determined as per the date of grant and the maximum period of vesting shall not extend beyond August 1,2024. The actual number of
RSUs to be vested each year for each Grantee shall be based on his individual performance conditions, the key parameters of which shall be measured
through growth in revenue and profits, delivering on key strategic initiatives and shareholders' value creation and such other conditions as may be
determined by the Managing Director and Chief Executive Officer of the Company in accordance with the overall terms set by the NRC.
(d) RSU Plan 2025
The Biocon's Nomination and Remuneration Committee ('NRC') and the Board of Directors at their respective meetings held on May 15 and May 16,
2024, approved the Biocon Restricted Stock Units (RSUs) Long Term Incentive Plan Financial Year 2025-29 ("RSU Plan 2025") for grant of RSUs to present
and/or future employees of the Company and its present and future subsidiary companies. The plan is implemented though a trust called, Biocon India
Limited Employee Welfare Trust. The said RSU Plan 2025 was subsequently approved by the Shareholders at the Annual General Meeting held on August
09, 2024.
The RSUs granted under this Plan shall vest over a period of time (service condition) and based upon the performance of the employee. The period of
vesting shall be determined as per the date of grant. The actual number of RSUs to be vested each year for each Grantee shall be based on his individual
performance conditions, the key parameters of which shall be measured through growth in revenue and profits, cashflow & Return on Capital, delivering
on key strategic initiatives and shareholders' value creation and such other conditions as may be determined by the Managing Director and Chief
Executive Officer of the Company in accordance with the overall terms set by the NRC.
32. Related party transactions (continued...)
(a) Expenses incurred on behalf of the related party include Salary cost, ESOP cost and amount paid on behalf of the related party to vendors.
(b) The Company's SEZ Developer division has entered into agreements to lease land and provide certain facilities such as power, utilities etc. to SEZ units of
Biocon Biologics Limited, Biocon Pharma Limited and Syngene International Limited, in respect of which the Company recovers rent and facilities usage
charges.
(c) The above disclosures include related parties as per Ind AS 24 on "Related Party Disclosures".
(d) The remuneration to key management personnel doesn't include the provisions made for gratuity and compensated absences amounting to Rs. 40
(March 31,2025: Rs. 12), as they are obtained on an actuarial basis for the Company as a whole.
(e) Share based compensation expense allocable to key management personnel is Rs. 84 (March 31,2025: Rs. 66), which is not included in the remuneration
disclosed above.
(f) All transactions with these related parties are priced on an arm's length basis and none of the balances are secured.
(g) The loans to related parties is presented net of repayments due to multiple transactions. Loans repaid includes loan subsequently converted into
preference shares. The loan given to subsidiaries are for Business purposes and interest rates are at arm's length. The Loans are payable on demand.
(h) Trade receivables from related parties have a credit period of 60 - 120 days.
(i) As stated in note 15(b) the Company had issued 50,000 Non-Convertible Debentures (NCD). Simultaneously, the Company entered into a debenture
subscription agreement with Biocon Biologics Limited, a subsidiary of the company to subscribe Optionally Convertible Debenture ("OCD") on the
same terms and conditions as of the original agreement with the lender. During the year ended March 31,2026, the Company has made early and full
redemption of above NCD for an aggregate value of Rs. 6,795 pursuant to a settlement agreement entered. On the OCD's interest income of Rs. 322
(March 31,2025: Rs. 894) has been accrued for the year ended March 31,2026 based on the agreement terms.
34. Contingent liabilities and commitments (continued...)
The Company is subject to complexities with respect to various tax positions on deductibility of transactions and availability of tax incentives/exemptions,
impact of group restructuring and on cross border transfer pricing arrangements. Judgment is required in assessing the range of possible outcomes for some
of these tax matters, which could change over time as each of the matter progresses depending on experience on actual assessment proceedings by tax
authorities and other judicial precedents. Based on its internal assessment supported by external legal counsel views, if any, the Company believes that it will
be able to sustain its positions if challenged by the authorities and accordingly no additional provision is required for these matters.
Other than the matter disclosed above, the Company is involved in disputes, lawsuits, proceedings etc. including patent and commercial matters that arise
from time to time in the ordinary course of business. Management is of the view that above matters are not tenable and will not have any material adverse
effect on the Company's financial position and results of operations.
(b) During FY 2019-20, the Company and Biocon Biologics Limited had entered into an agreement with Active Pine LLP ('Investor I) whereby the
Investor has infused Rs. 5,363 against issuance of equity shares of a subsidiary company, Biocon Biologics Limited. As per the agreement, the
Company will be required to provide various options to enable the Investor to exit over a period of time. In the event, such exit events do not occur,
the Investor may require the Company, to buy them out at certain prices agreed under the arrangement.
During the year ended March 31,2026, the Company purchased equity shares in its subsidiary, BBL, from the Activ Pine LLP and issued 17,658,180
equity shares of the Company on a preferential basis for consideration other than cash, aggregating up to Rs. 7,165 subsequent to the approval by
its Board of Directors in their meeting held on December 06, 2025 and shareholders meeting at the Extraordinary General Meeting ('EGM') held on
December 31, 2025.
(c) During FY 2020-21, the Company and Biocon Biologics Limited had entered into an agreement with Beta Oryx Limited, a wholly owned subsidiary
of ADQ (Investor II) whereby the Investor has infused Rs. 5,550 against issuance of equity shares of a subsidiary company, Biocon Biologics Limited.
As per the agreement, the Company will be required to provide various options to enable the Investor to exit over a period of time. In the event,
such exit events do not occur, the Investor may require the Company, to buy them out at certain prices agreed under the arrangement.
During the year ended March 31, 2025, the Company purchased equity shares in Biocon Biologics Limited, from Beta Oryx Limited pursuant
to liquidity option exercised under the shareholder's agreement for Rs. 5,550. Other investors deferred their exit rights till March 31, 2026 and
accordingly the derivative liability were disclosed as Non-current liability in the financial statements for the year ended March 31,2025.
(d) During FY 2020-21, the Company and Biocon Biologics Limited has entered into an agreement with Tata Capital Growth Fund II (Investor III) whereby
the Investor has infused Rs. 2,250 against issuance of equity shares of a subsidiary company, Biocon Biologics Limited. As per the agreement, the
Company will be required to provide various options to enable the Investor to exit over a period of time. In the event, such exit events do not occur,
the Investor may require the Company, to buy them out at certain prices agreed under the arrangement.
34. Contingent liabilities and commitments (continued...)
During the year ended March 31,2026, the Company purchased equity shares in its subsidiary, BBL, from the Tata Capital Growth Fund II (Investor
III) and issued 6,205,589 equity shares of the Company on a preferential basis for consideration other than cash, aggregating up to Rs. 2,518
subsequent to the approval by its Board of Directors in their meeting held on December 06, 2025 and shareholders meeting at the Extraordinary
General Meeting ('EGM') held on December 31,2025
(e) During the FY 2023-24, the Company and the Biocon Biologics Limited has entered into an agreement with ESOF III Investment Fund & Edelweiss
Alternative Asset Advisors Limited ("Investor") whereby the investor has infused Rs. 3,000 by way of compulsorily convertible debentures ("CCD")
as a private placement basis in Biocon Biologics Limited. As per the agreement, the Company will be required to provide various options to enable
the investor to exit over a period of time. In the event such exit events do not occur, the investor may require the Company, to buy them out at
certain prices agreed under the arrangement.
During the year ended March 31,2026, the Company entered into Debenture Purchase Agreement ('DPA') with ESOF Ill Investment Fund and EAAA
India Alternatives Limited for acquisition of 10,686,044 unlisted, secured, Compulsorily Convertible Debentures ('CCDs') of BBL for an aggregate
value of Rs. 4,735. The consideration towards the acquisition of these CCDs was subsequently paid on January 05, 2026 by the Company.
35. Employee benefit plans
(i) The Company has a defined benefit gratuity plan as per the Payment of Gratuity Act, 1972. Under this legislation, employee who has completed
five years of service is entitled to specific benefit. The level of benefits provided depends on the employee's length of service and salary at
retirement/termination age and does not have any maximum monetary limit for payments. The gratuity plan is a funded plan and the Company
makes contributions to a recognised fund in India.
The plans assets are maintained with HDFC Life in respect of gratuity scheme for certain employees of the Company. The details of investments
maintained by Life Insurance Corporation are not available with the Company, hence not disclosed. The expected rate of return on plan assets is
6.8% p.a. (31 March 2025: 6.6 % p.a.).
The cost of the defined benefit plans and other long term benefits are determined using actuarial valuations. Actuarial valuations involve making
various assumptions that may differ from actual developments in the future. These includes the determination of the discount rate, future salary
increases and mortality rate. Due to these complexity involved in the valuation it is highly sensitive to the changes in these assumptions. All
assumptions are reviewed at reporting date. The present value of the defined benefit obligation and the related current service cost and planned
service cost were measured using the projected unit cost method.
The following table sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at balance sheet
date:
(a) The fair value of trade receivables, trade payables and other financial assets and liabilities is considered to be equal to the carrying amounts of these
items due to their short - term nature.
(b) There have been no transfers between level 1,2 and 3 needs to be made.
(c) The Company enters into derivative financial instruments with various counterparties. Derivatives are valued using valuation techniques in consultation
with market expert. The most frequently applied valuation technique include forward pricing, swap models and Black Scholes Merton Model (for
options valuation), using present value calculations. The models incorporate various inputs including foreign exchange forward rates, interest rate curve
and forward rates curve.
* Investment in equity shares in subsidiaries, associate and joint venture and investment in preference shares of associates has been accounted at cost as per
Ind AS 27 "Consolidated and Separate Financial Statements".
# These includes investment in preference shares in subsidiaries which are convertible (variable number of equity shares) / redeemable, at its face value,
any time during the tenure of the instrument at the option of the holder. Owing to this feature, the instrument has been disclosed at its fair value which is
equivalent to the face value.
B. Measurement of fair values
Fair value of liquid mutual funds are based on quoted price. Derivative financial instruments are valued based on quoted prices for similar assets and liabilities
in active markets or inputs that are directly or indirectly observable in the market place.
Sensitivity analysis
For the fair values of range forward contracts of foreign currencies and interest rate swap, reasonably possible changes at the reporting date to one of the
significant observable inputs, holding other inputs constant, would have the following effects in other comprehensive income (OCI).
E. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- Credit risk
- Liquidity risk
- Market risk
(i) Risk management framework
The Company's risk management is carried out by the treasury department under policies approved by the Board of Directors. The Board provides
written principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk,
use of derivative and non-derivative financial instruments and investment of excess liquidity.
(ii) Credit risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss.
The credit risk arises principally from its operating activities (primarily trade receivables) and from its financing activities, including deposits with
banks and financial institutions and other financial instruments.
Customer credit risk is managed by each business unit subject to Company's established policy, procedures and control relating to customer
credit risk management. The Audit and Risk Management Committee has established a credit policy under which each new customer is analysed
individually for creditworthiness before the Company's standard payment and delivery terms and conditions are offered. The Company's review
includes external ratings, where available, and other publicly available financial information. Outstanding customer receivables are regularly
monitored and any shipments to major customers are generally covered by letters of credit or other forms of credit insurance.
The Company establishes an allowance for impairment that represents its estimate of expected losses in respect of trade and other receivables.
The maximum exposure to credit risk as at reporting date is primarily from trade receivables amounting to Rs. 10,031 (March 31,2025: Rs. 8,294).
The movement in allowance for impairment in respect of trade and other receivables during the year was as follows:
Receivable from two customer of the Company's trade receivable is Rs. 2,309 (March 31,2025 two customer: Rs. 4,266) which is more than 10
percent of the Company's total trade receivables as at March 31,2026.
Refer note 12 for ageing of trade receivables.
Other than trade receivables, the Company has no significant class of financial assets that is past due but not impaired.
The Company is no significantly exposed to geographical credit risk as the counterparties operate across various countries across the globe. Also
refer geographical Revenues disclosure in Note 21.1.
Credit risk on cash and cash equivalent and derivatives is limited as the Company generally transacts with banks and financial institutions with high
credit ratings assigned by international and domestic credit rating agencies which are rated A or AAA. Investments primarily include investment
in liquid mutual fund units, bonds and non-convertible debentures.
(iii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled
by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have
sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company's reputation.
The Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived.
The following are the contractual maturities of financial liabilities and excluding interest payments. The tables have been drawn up based on the
undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay:
(a) Other financial liabilities amounting to Rs. Nil (March 31,2025: Rs. 8) relates to mark to market valuation of the put options fully described in note
34(ii)(b), (c), (d) and (e) to these financial statements. The gross amount of these arrangements have been accounted for as an equity in the separate
financial statements of the subsidiary and as a non current liability in the consolidated financial statements of the company.
(iv) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices, such as foreign
exchange rates, interest rates and equity prices.
Foreign currency risk
The Company operates internationally and a major portion of the business is transacted in several currencies and consequently, the Company is exposed
to foreign exchange risk through operating and borrowing activities in foreign currency. The Company holds derivative instruments such as foreign
exchange forward, interest rate swaps and option contracts to mitigate the risk of changes in exchange rates and foreign currency exposure.
Nature of CSR activities conducted by the company during year ended March 31,2026 and March 31,2025 are as follows:
1. Promoting Education
2. Mass Transit System
3. Lake Rejuvenation
Refer Note 32 for details of related party transactions
41. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation
under sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous
in nature, the Company is in the process of updating the documentation for the international transactions entered into with the associated enterprises
during the financial year. The Company is required to update and put in place the information latest by the due date of filing its income tax return. The
management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the
financial statements, particularly on the amount of tax expenses and that of provision for tax.
42. Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any
Benami property under Benami Transactions (Prohibition) Act, 1988 (45 of 1988)."
(ii) The Company does not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of
Companies Act, 1956 during the financial year.
37. Capital management
The key objective of the Company's capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold
investor, creditor, and customer confidence and to ensure future development of its business. The Company focused on keeping strong total equity base
to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required without impacting the risk profile of the
Company.
The Company's goal is to continue to be able to return excess liquidity to shareholders by continuing to distribute annual dividends in future periods.
The amount of future dividends of equity shares will be balanced with efforts to continue to maintain an adequate liquidity status.
39. Segmental information
In accordance with Ind AS 108 - Operating segments, segment information has been provided in the consolidated financial statements of the Company and
therefore no separate disclosure on segment information is given in these standalone financial statements.
40. Corporate Social Responsibility
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the
immediately preceding three financial years on corporate social responsibility (CSR) activities.
41. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation
under sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous
in nature, the Company is in the process of updating the documentation for the international transactions entered into with the associated enterprises
during the financial year. The Company is required to update and put in place the information latest by the due date of filing its income tax return. The
management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the
financial statements, particularly on the amount of tax expenses and that of provision for tax.
42. Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any
Benami property under Benami Transactions (Prohibition) Act, 1988 (45 of 1988)."
(ii) The Company does not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of
Companies Act, 1956 during the financial year.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company is not declared as wilful defaulter by any bank or financial institution or government or any government authority.
43. No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the
company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the company (Ultimate Beneficiaries).
Further, the Company has not received any fund from any party(s) (Funding Party) with the understanding that the company shall whether, directly or
indirectly lend or invest in other persons or entities identified by or on behalf of the funding party ("Ultimate Beneficiaries") or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.
45. Exceptional item
(a) On November 21, 2025, the Government of India notified the four Labour Codes consolidating 29 existing labour laws. The Company assessed
and disclosed the incremental impact of these changes on gratuity and compensated absences, particularly relating to the definition of "wages"
considering the revised remuneration structure. The Company presented such incremental impact amounting to Rs. 223 primarily arising due to
change in "wage" definition for the year ended March 31,2026. and associated tax impact of Rs. 37 is included in the tax expense for the year ended
March 31,2026.
(b) On December 6, 2025, the Company and BBL announced a strategic corporate action to fully integrate the BBL as a wholly owned subsidiary.
Pursuant to this, the Company has accounted for expenses towards termination benefit payments for certain employees, consultant fees for
integration of businesses, employee stock option cost towards acceleration of vesting of ESOPs/RSUs aggregating to Rs. 563 in the Standalone
financial statements. Considering the nature, significance, and non-recurring nature of these benefits, the related expenses have been disclosed as
exceptional item. The related tax impact of Rs. 142 has been included in the tax expense.
(c) The Company has incurred expenses towards advisory and legal consultancy services, premium paid on hedges taken for settlement of foreign
currency payments, bridge financing cost in respect of commercial papers and additional finance cost towards settlement of certain lenders,
aggregating Rs. 1,341 as an "exceptional item" and associated tax impact of Rs. 222 respectively.
(d) During the year ended March 31,2026, the Company invested Rs. 25 in the equity shares issued by Indian Foundation for Quality Management
('IFQM') a Company incorporated under section 8 of the Companies Act, 2013. As at March 31,2026, the Company has fair valued such investment
and has recorded fair value charge of Rs. 25.
(e) During the previous year, the Company has sold 8,000,000 equity shares of Syngene International limited in the open market. The gain arising from
sale of aforesaid equity shares amounting to Rs. 6,075 has been recorded as an exceptional item.
46. Events after reporting period
(a) On May 07, 2026, the Board of Directors of the Company recommended a final dividend of Rs. 0.50 per equity share of Rs. 5/-. The proposed
dividend is subject to the approval of the shareholders of the Company in its Annual General Meeting. The dividend declared is in accordance with
section 123 of the Act to the extent it applies to declaration of dividend.
(b) On May 07, 2026, the Board of Directors of the Company approved issue and allotment of equity shares of the Company on preferential basis, for
consideration other than cash i.e. swap of equity shares of the Company against the equity shares of Biocon Biologics Limited, subsidiary of the
company, as a part of integration of BBL as a wholly owned subsidiary of the Company, subject to requisite approvals.
(c) On May 07, 2026, the Company exercised its right to convert 1,125 unlisted optionally convertible debentures (OCDs) held in Biocon Biologics
Limited into equity shares, in accordance with the agreed terms under the Subscription Agreement [refer note (6c)].
(d) On May 07, 2026, the Company exercised its right to convert 10,686,044 unlisted compulsorily convertible debentures (CCDs) held in Biocon
Biologics Limited into equity shares, in accordance with the agreed terms under the Debenture Purchase Agreement [refer note (6d)].
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